U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
[] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File No.: 000-27867
DENDO GLOBAL CORP.
------------------
(Name of Small Business Issuer as specified in its charter)
NEVADA 87-0533626
------ ----------
(State or other jurisdiction of (I.R.S. incorporation or
organization) Employer I.D. No.)
5555 N. Star Ridge Way
Star, Idaho 83669
-----------------------------------
(Address of Principal Executive Office)
Issuer's Telephone Number, including Area Code: (208) 233-8001
Securities registered pursuant to Section 12(b) of the Exchange Act: None
Securities registered pursuant to Section 12(g) of the Exchange Act: Common
Stock
Name of Each Exchange on Which Registered: None
Check whether the issuer (1) filed all reports required to be
filed by Section13 or 15 (d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
Check if disclosure of delinquent filers in response to Item 405
of Regulation 8-B is not contained herein and will not be contained
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-KSB or any amendment to this
Form [ ] (not applicable)
The aggregate market value of the common voting stock held by
non-affiliatesas of April 1, 2002: $2,775.00 (Since there has
been no public market for these shares we have arbitrarily valued
them at par value.)
Shares outstanding of the Issuer's common stock as of April 1
2002: 2,775,000
The issuer had no revenues for the year ended December 31, 2001.
DOCUMENTS INCORPORATED BY REFERENCE: None.
PART I
ITEM 1. DESCRIPTION OF BUSINESS.
(A) Business Development.
Dendo Global Corp. ("Dendo" or the "Company") was
organized under the laws of the State of Nevada on December 29,
1994, under the name "TopFlight Software, Inc." Dendo was
formed to develop and market specialized software applications
for pigeon breeders and racers. The operations were
unsuccessful, and Dendo ceased all operations in 1998.
Pursuant to a Limited Offering Memorandum dated July 31,
1995, Dendo conducted a public offering of 100,000 shares of its
common stock at an offering price of $.50 per share. The offer
and sale of these securities was not registered with the
Securities and Exchange Commission because they were believed
to be exempt from registration under Section 3(b) of the
Securities Act of 1933, as amended, and Rule 504 of Regulation
D promulgated thereunder by the Securities and Exchange Commission.
On September 15, 1998, Dendo's Board of Directors and
Majority Stockholders resolved to accept a Subscription Agreement
of Cornelius A. Hofman dated August 27, 1998, for the purchase of
2,500,000 "restricted securities" (common stock) of Dendo in
consideration of the sum of $25,000. The 2,500,000 shares
represented approximately 90% of the then outstanding voting
securities of Dendo. Mr. Hofman was then designated to the Board
of Directors in accordance with the Nevada Revised Statutes ("NRS")
and the Bylaws of Dendo, and elected the President and Secretary;
Joseph D. Nemelka, who had previously served as the sole director
and executive officer, resigned.
On November 2, 1998, the Articles of Incorporation were
amended to change the name of the Company to "Dendo Global Corp."
Copies of the initial Articles of Incorporation of Dendo
filed in the State of Nevada; the Articles of Amendment to change
the name of the Company to "Dendo Global Corp."; and the Bylaws of
Dendo were attached to the Company's 10-SB Registration Statement,
and are incorporated herein by reference. See Part III, Item 13.
(B) Business.
None, presently.
Item 2.PROPERTIES
Dendo has no assets, property or business; its principal
executive office address and telephone number are the office
address and telephone number of its President, Cornelius A. Hofman,
and are provided at no cost. Because Dendo has no current
business operations, its activities have been limited to keeping
itself in good standing in the State of Nevada,
and with preparing its Securities and Exchange Commission reports
and the accompanying financial statements. These activities have
consumed an insignificant amount of management's time; accordingly,
the costs to Mr. Hofman of providing the use of his office and
telephone have been minimal.
Item 3. LEGAL PROCEEDINGS.
There are not currently any material pending legal
proceedings, to which the registrant is a party or of which
any of its property is subject and no such proceedings are
known to the registrant to be threatened or contemplated by
or against it.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matter was submitted to a vote of the security holders,
through solicitation of proxies or otherwise during the 4th quarter
of the fiscal year covered by this report.
Item 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
(A) MARKET INFORMATION.
There has been no "established trading market" for
shares of common stock of Dendo during the past three years. Dendo
has submitted it common stock for quotation on the OTC Bulletin Board
of the National Association of Securities Dealers ("NASD")and is
currently in the review process.
(B) HOLDERS.
The number of record holders of Dendo's securities
as of the date of this Report is approximately 46; based upon an
examination of the current list of Dendo's stockholders, there are
no securities held in the names of CEDE & Co., Depository Trust Company
or any broker/dealer.
(C) DIVIDENDS.
Dendo has not declared any cash dividends with
respect to its common stock, and does not intend to declare
dividends in the foreseeable future. The future dividend policy
of Dendo cannot be ascertained with any certainty, and if and
until Dendo completes any acquisition, reorganization or merger,
no such policy will be formulated. There are no material
restrictions limiting, or that are likely to limit, Dendo's
ability to pay dividends on its securities.
Item 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
During the next 12 months, Dendo's only foreseeable cash
requirements will relate to maintaining Dendo in good standing or
the payment of expenses associated with reviewing or investigating
any potential business venture; current cash assets are believed
to be sufficient for this purpose during the next 12 months.
RESULTS OF OPERATIONS.
Dendo has had no material operations for over four years.
It incurred losses of ($6,698), for the year ended December 31,
2001; and ($6,959) for the year ended December 31, 2000.
There were no revenues during the periods ended December
31, 2001 and 2000. General and administrative expenses were $6,693
during December 31, 2001, and $7,046 during the period ended
December 31, 2000. These expenses are primarily legal and
accounting costs.
LIQUIDITY.
At year end December 31, 2001, cash in the bank was $142
compared to $7,242 for the year ended December 31, 2000, with
liabilities of $2,149 and $2,571 respectively. $25,000 was
provided by subscriptions for the purchase of 2,500,000 shares
of Dendo's common stock at a price of $0.01 per share during 1998.
Item 7. FINANCIAL STATEMENTS.
See attached financial statements.
Item 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE.
During the two most recent fiscal years, there has not been
any change in the principal independent accountant for the
registrant, and there has been no disagreement on any matter of
accounting principles or practices, financial
statement disclosure, or auditing scope of procedure.
PART III
Item 9. DIRECTORS, EXECUTIVE OFFICER, PROMOTERS AND CONTROL PERSONS.
(A) IDENTIFY DIRECTORS AND EXECUTIVE OFFICERS.
The following table sets forth the names of all current
directors and executive officers of Dendo. These persons will serve
until the next annual meeting of the stockholders (held in April of
each year) or until their successors are elected or appointed and
qualified, or their prior resignation or termination.
Date of Date of
Positions Election or Termination
Name Held Designation or Resignation
- ---- ---------- ----------- ---------------
Cornelius A.
Hofman President 9/15/98 *
Secretary 9/15/98 *
Director 9/15/98 *
BUSINESS EXPERIENCE.
Cornelius A. Hofman, President, Secretary and Director. Mr.
Hofman is 35 years of age. Since 1995 to present, Mr. Hofman has
served as the President of General Economic Consulting, Inc., where
he provides a broad range of valuation services to businesses,
governments, individuals, attorneys
and investment groups in the context of mergers, expansions,
acquisitions, divestitures and litigation. From 1993 until 1995,
he was engaged as an Economist, by Crowe, Chizek & Company, where
he provided consulting services regarding business valuations,
mergers, acquisitions, company divestitures, economic damage
disputes, stock option valuations, preferred stock valuations
and related transactions. Mr. Hofman has BA , Asian Studies,
Cornell University, 1991, where he graduated Magna Cum Laude; an
MA, Japanese Studies, University of Pennsylvania, 1992; and an MBA,
Economics and Finance, University of Chicago, 1994. Mr. Hofman has
been the Editor, The Economic Counselor, since 1997; is a member of
the American Economics Association, the National Association of
Forensic Economics and the American Law and Economics Association;
and is a frequent lecturer.
SIGNIFICANT EMPLOYEES.
Dendo has no significant employees who are not
executive officers.
FAMILY RELATIONSHIPS.
Mr. Hofman serves as the sole director and executive
officer of Dendo.
Involvement in Certain Legal Proceedings.
- -----------------------------------------
During the past five years, no present or former
director, executive officer or person nominated to become a
director or an executive officer of Dendo:
(1) was a general partner or executive officer of
any business against which any bankruptcy petition was filed,
either at the time of the bankruptcy or two years prior to
that time;
(2) was convicted in a criminal proceeding or named
subject to a pending criminal proceeding (excluding traffic
violations and other minor offenses);
(3) was subject to any order, judgment or decree,
not subsequently reversed, suspended or vacated, of any court
of competent jurisdiction, permanently or temporarily enjoining,
barring, suspending or otherwise limiting his involvement in
any type of business, securities or banking activities; or
(4) was found by a court of competent jurisdiction
(in a civil action), the Securities and Exchange Commission or
the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment
has not been reversed, suspended or vacated.
Item 10. EXECUTIVE COMPENSATION.
The following table sets forth the aggregate
compensation paid by Dendo for services rendered during the
periods indicated:
SUMMARY COMPENSATION TABLE
Long Term Compensation
Annual Compensation Awards Payouts
(a) (b) (c) (d) (e) (f) (g) (h) (i)
Secur-
ities All
Name and Year or Other Rest- Under- LTIP Other
Principal Period Salary Bonus Annual ricted lying Pay- comp-
Position Ended ($) ($) Compen- Stock Options outs ensat'n
- ------------------------------------------------------------------------------
Cornelius A.
Hofman 12/31/2001 0 0 0 0 0 0 0
President,
Secretary
Director
No cash compensation, deferred compensation or long-term
incentive plan awards were issued or granted to Dendo's management
during the calendar years ended December 31, 2001 or 2000. Further,
no member of Dendo's management has been granted any option or
stock appreciation rights; accordingly, no tables relating to such
items have been included within this Item.
COMPENSATION OF DIRECTORS.
There are no standard arrangements pursuant to which
Dendo's directors are compensated for any services provided as
director. No additional amounts are payable to Dendo's directors
for committee participation or special assignments.
EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT AND
CHANGE-CONTROL ARRANGEMENTS.
There are no employment contracts, compensatory plans
or arrangements, including payments to be received from Dendo,
with respect to any director or executive officer of Dendo
which would in any way result in payments to any such person
because of his or her resignation, retirement or other
termination of employment with Dendo, any change in control
of Dendo, or a change in the person's responsibilities following
a change in control of Dendo.
Item 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS.
The following table sets forth the share holdings of those
persons who own more than 5% of Dendo's common stock as of March 29,
2001.
Number of Shares Percentage
Name and Address Beneficially Owned of Class
Cornelius A. Hofman 2,500,000 90%
5555 N. Star Ridge Way
Star, Idaho 83669
TOTAL 2,500,000 90%
SECURITY OWNERSHIP OF MANAGEMENT.
The following table sets forth the share holdings of
Dendo's directors and executive officers as of the date of this
Registration Statement:
Number of Shares Percentage of
Name and Address Beneficially Owned of Class
- ---------------- ------------------- -------------
Cornelius A. Hofman 2,500,000 90%
5555 N. Star Ridge Way
Star, Idaho 83669
TOTAL 2,500,000 90%
All Directors and Officers
as a group (1) 2,500,000 90%
CHANGES IN CONTROL.
There are no present arrangements or pledges of Dendo's
securities which may result in a change in control of Dendo.
Item 12. Certain Relationships and Related Transactions.
- --------------------------------------------------------
Except as indicated under the heading "Business
Development," Part I, Item 1, and in Note 4 to the financial
statements of Dendo (Part F/S) accompanying this Registration
Statement, there have been no material transactions, series of
similar transactions, currently proposed transactions, or series
of similar transactions, to which Dendo and any director, executive
officer, 5% stockholder or associate of any of these persons.
Item 13. EXHIBITS AND REPORTS ON FORM 8-K.
(A) Exhibits.
27.01 Financial Data Filed Herewith
(B) Reports on Form 8-K.
None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.
DENDO GLOBAL CORP.
Date: April 1, 2002 /s/Cornelius B. Hofman
Cornelius B. Hofman
Sole Director & Officer
DENDO GLOBAL CORPORATION
[A Development Stage Company]
FINANCIAL STATEMENTS
DECEMBER 31, 2001
CONTENTS PAGE
Independent Auditors' Report 1
Balance Sheet, December 31, 2001 2
Statements of Operations, for the years ended
December 31, 2001 and 2000 and from inception
on December 29, 1994 through December 31,
2001 3
Statement of Stockholders' Equity (Deficit),
from inception on December 29, 1994 through
December 31, 2001 4 - 5
Statements of Cash Flows for the years ended
December 31, 2001 and 2000 and from inception
on December 29, 1994 through December 31, 2001 6
Notes to Financial Statements 7 - 9
INDEPENDENT AUDITORS' REPORT
Board of Directors
DENDO GLOBAL CORPORATION
Star, Idaho
We have audited the accompanying balance sheet of Dendo Global
Corporation [a development stage company] at December 31, 2001,
and the related statements of operations, stockholders' equity
(deficit) and cash flows for the years ended December 31, 2001
and 2000 and for the period from inception on December 29, 1994
through December 31, 2001. These financial statements are the
responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements audited by us present
fairly, in all material respects, the financial position of Dendo
Global Corporation [a development stage company] as of December 31,
2001, and the results of its operations and its cash flows for the
years ended December 31, 2001 and 2000 and for the period from
inception on December 29, 1994 through December 31, 2001, in
conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming
the Company will continue as a going concern. As discussed in Note
5 to the financial statements, the Company has incurred losses since
its inception has current liabilities in excess of current assets and
has no on-going operations, raising substantial doubt about its
ability to continue as a going concern. Management's plans in
regards to these matters are also described in Note 5. The
financial statements do not include any adjustments that might
result from the outcome of these uncertainties.
PRITCHETT, SILER & HARDY, P.C.
January 14, 2002
Salt Lake City, Utah
DENDO GLOBAL CORPORATION
[A Development Stage Company]
BALANCE SHEET
ASSETS
December 31, 2001
CURRENT ASSETS:
Cash $ 142
Total Current Assets $ 142
$ 142
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 1,899
Advanced from related party 250
Total Current Liabilities 2,149
STOCKHOLDERS' EQUITY (DEFICIT):
Preferred stock, $.001 par value,
5,000,000 shares authorized, no
shares issued and outstanding -
Common stock, $.001 par value,
50,000,000 shares authorized,
2,775,000 shares issued and
outstanding 2,775
Capital in excess of par value 70,398
Deficit accumulated during the
development stage (75,180)
Total Stockholders' Equity (Deficit) (2,007)
$ 142
The accompanying notes are an integral part of these financial statements.
DENDO GLOBAL CORPORATION
[A Development Stage Company]
STATEMENTS OF OPERATIONS
For the Years From Inception
Ended On December 29,
December 31, 1994 Through
December 31,
2001 2000 2001
REVENUE: $ - $ - $ -
OPERATING EXPENSES:
General and
administrative 6,693 7,046 30,542
OPERATING LOSS (6,693) (7,046) (30,542)
OTHER INCOME:
Interest income 15 87 403
Total Other Income 15 87 403
(LOSS) BEFORE INCOME TAXES (6,678) (6,959) (30,139)
CURRENT INCOME TAX EXPENSE - - -
DEFERRED INCOME TAX EXPENSE - - -
LOSS FROM CONTINUING OPERATIONS (6,678) (6,959) (30,139)
DISCONTINUED OPERATIONS:
Loss from operations of
discontinued line of business - - (45,041)
NET LOSS $(6,678) $ (6,959) $(75,180)
LOSS PER COMMON SHARE:
Continuing operations $ (.00) $ (.00) $ (.02)
Discontinued operations - - (.03)
Total Loss Per Share $ (.00) $ (.00) $ (.05)
The accompanying notes are an integral part of these financial
statements.
DENDO GLOBAL CORPORATION
[A Development Stage Company]
STATEMENT OF STOCKHOLDERS' EQUITY
FROM INCEPTION ON DECEMBER 29, 1994
THROUGH DECEMBER 31, 2001
Deficit
Accumulated
Preferred Stock Common Stock Capital in During the
Excess of Development
Shares Amount Shares Amount Par Value Stage
__________________________________________________________
BALANCE,
December 29, 1994 - $ - - $ - $ - $ -
Issuance of common
stock to initial
stockholders for
cash at $.04 per
share, December,
1994 - - 12,500 12 488 -
Net loss for the
period ended
December 31, 1994 - - - - - (6)
___________________________________________________________
BALANCE,
December 31, 1994 - - 12,500 12 488 (6)
Issuance of common
stock for cash, at
$.01 to $.04 per
share, January to
February 1995 - - 162,500 163 1,837 -
Issuance of common
stock for cash at
$.50 per share net
of offering costs of
$4,327, September to
December 1995 - - 100,000 100 45,573 -
Net loss for the
year ended
December 31, 1995 - - - - - (5,758)
___________________________________________________________
BALANCE,
December 31, 1995 - - 275,000 275 47,898 (5,764)
Net loss for the
year ended
December 31, 1996 - - - - - (7,461)
___________________________________________________________
BALANCE,
December 31, 1996 - - 275,000 275 47,898 (13,225)
Net loss for the
year ended
December 31, 1997 - - - - - (16,264)
___________________________________________________________
BALANCE,
December 31, 1997 - - 275,000 275 47,898 (29,489)
Issuance of
common stock for
cash at $.01 per share.
August, 1998 - - 2,500,000 2,500 22,500 -
Net loss for the
year ended
December 31, 1998 - - - - - (6,941)
_________________________________________________________
BALANCE,
December 31, 1998 - - 2,775,000 2,775 70,398 (36,430)
Net loss for the
year ended
December 31, 1999 - - - - - (25,113)
__________________________________________________________
[Continued]
DENDO GLOBAL CORPORATION
[A Development Stage Company]
STATEMENT OF STOCKHOLDERS' EQUITY
FROM INCEPTION ON DECEMBER 29, 1994
THROUGH DECEMBER 31, 2001
[CONTINUED]
Deficit
Accumulated
Preferred Stock Common Stock Capital in During the
___________________________________Excess of Development
Shares Amount Shares Amount Par Value Stage
_________________________________________________________
BALANCE,
December 31, 1999 - - 2,775,000 2,775 70,398 (61,543)
Net loss for the
year ended
December 31, 2000 - - - - - (6,959)
_________________________________________________________
BALANCE,
December 31, 2000 - - 2,775,000 2,775 70,398 (68,502)
Net loss for the
year ended
December 31, 2001 - - - - - (6,678)
_________________________________________________________
Balance,
December 31, 2001 - $ - 2,775,000 $ 2,775 $ 70,398 $ (75,180)
The accompanying notes are an integral part of these financial
statements.
DENDO GLOBAL CORPORATION
[A Development Stage Company]
STATEMENTS OF CASH FLOWS
For the Years From Inception
Ended on December 29,
December 31, 1994 Through
___________________ December 31,
2001 2000 2001
____________________________________
Cash Flows Provided by Operating
Activities:
Net loss $ (6,678) $ (6,959) $ (75,180)
Adjustments to reconcile net
loss to net cash used by
operating activities:
Depreciation and
amortization expense - - 10,339
Noncash expense - - 8,545
Changes in assets and liabilities:
Increase (decrease) in accounts
payable (672) 2,571 1,899
Net Cash Flows (Used) by
Operating Activities (7,350) (4,388) (54,397)
_____________________________________
Cash Flows Provided by Investing
Activities:
Organization costs - - (330)
Purchase of equipment - - (6,023)
Payment of software development
cost - - (12,531)
_____________________________________
Net Cash (Used) by Investing
Activities - - (18,884)
_____________________________________
Cash Flows Provided by Financing
Activities:
Proceeds from common stock
issuance - - 77,500
Stock offering costs - - (4,327)
Advance from related party 250 - 250
Proceeds from capital lease - - 8,500
Payments on capital lease - - (8,500)
_____________________________________
Net Cash Provided by
Financing Activities 250 - 73,423
_____________________________________
Net Increase (Decrease) in Cash (7,100) (4,388) 142
Cash at Beginning of Period 7,242 11,630 -
_____________________________________
Cash at End of Period $ 142 $ 7,242 $ 142
_____________________________________
Supplemental Disclosures of Cash
Flow Information:
Cash paid during the year for:
Interest $ - $ - $ 79
Income taxes $ - $ - $ -
Supplemental Schedule of Noncash Investing and Financial Activities:
During the period from inception on December 29, 1994 through
December 31, 2001:
During 1999, the Company transferred assets with a net
book value of $8,545 to its former president for compensation expense.
The accompanying notes are an integral part of these financial
statements.
DENDO GLOBAL CORPORATION
[A Development Stage Company]
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - Dendo Global Corporation ("the Company") was
organized under the laws of the State of Nevada on December 29,
1994 as Top Flight Software, Inc. The Company subsequently changed
its name to Dendo Global Corporation. The Company had been
developing and marketing management software for pigeon
breeders and racers. However, the business proved to be
unsuccessful and during January 1999 the Company discontinued its
operations and is now exploring various other business opportunities.
The Company is considered a development stage company as defined in
Statement of Financial Accounting Standards No. 7. The Company has,
at the present time, not paid any dividends and any dividends that
may be paid in the future will depend upon the financial requirements
of the Company and other relevant factors.
Loss Per Share - The computation of loss per share is based on
the weighted average number of shares outstanding during the
periods presented in accordance with Statement of Financial
Accounting Standards No. 128, "Earnings Per Share" [See Note 7].
Cash and Cash Equivalents - For purposes of the statement of cash
flows, the Company considers all highly liquid debt investments
purchased with a maturity of three months or less to be cash
equivalents.
Accounting Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosures of contingent
assets and liabilities at the date of the financial statements and
the reported amount of revenues and expenses during the reported
period. Actual results could differ from those estimated.
Recently Enacted Accounting Standards - Statement of Financial
Accounting Standards ("SFAS") No.141, "Business Combinations"
SFAS, No. 142, "Goodwill and Other Intangible Assets", SFAS No.
143, "Accounting for Asset Retirement Obligations", and SFAS No.
144, "Accounting for the Impairment or Disposal of Long-Lived
Assets", were recently issued. SFAS No. 141, 142, 143 and 144
have no current applicability to the Company or their effect on
the financial statements would not have been significant.
NOTE 2 - CAPITAL STOCK TRANSACTIONS
Preferred Stock - The Company has authorized 5,000,000 shares
of preferred stock, $.001 par value, with such rights, preferences
and designations and to be issued in such series as determined by
the Board of Directors. No shares are issued and outstanding at
December 31, 2001.
Common Stock - The Company has authorized 50,000,000 shares
of common stock at $.001 par value. As of December 31,
2001 the Company issued 2,775,000 shares issued and
outstanding.
DENDO GLOBAL CORPORATION
[A Development Stage Company]
NOTES TO FINANCIAL STATEMENTS
NOTE 2 - CAPITAL STOCK TRANSACTIONS [Continued]
Change in Control - During August 1998, an individual
purchased 2,500,000 shares of common stock of the Company
giving him a 90% controlling interest in the Company. Total
proceeds from the sale of stock amounted to $25,000 (or $.01
per share). The former officer and director resigned and the
individual was elected as the new president and director.
NOTE 3 - RELATED PARTY TRANSACTIONS
Rent - The Company has not had a need to rent office space. An
officer of the Company is allowing the Company to use his address,
as needed, at no expense to the Company.
Management Compensation - The Company did not pay any cash
compensation to its officers and directors during 2001 and 2000.
Advance - An officer/shareholder of the company has advanced
$250 to the Company on a non-interest bearing basis.
NOTE 4 - INCOME TAXES
The Company accounts for income taxes in accordance with
Statements of Financial Accounting Standards No. 109 "Accounting
for Income Taxes". SFAS No.109 requires the Company to provide a
net deferred tax/liability equal to the expected future tax
benefit/expense of temporary reporting differences between book
and tax and any available operating loss or tax credit carryforwards.
At December 31, 2001, the Company has available unused operating
loss carryforwards of approximately $75,000, which may be applied
against future taxable income and which expire in various years
through 2021. The amount of and ultimate realization of the benefits
from the operating loss carryforwards for income tax purposes is
dependent, in part, upon the tax laws in effect, the future earning
of the Company, and other future events, the effects of which cannot
be determined. Because of the uncertainty surrounding the
realization of the loss carryforwards the Company has established
a valuation allowance equal to the tax effect of the loss
carryforwards and, therefore, no deferred tax asset has been
recognized for the loss carryforwards. The net deferred tax
assets are approximately, $25,600 and $23,200 at December 31,
2001 and 2000, respectively with an offsetting valuation allowance
of the same amount resulting in a change in the valuation allowance
of approximately $2,400 during 2001.
NOTE 5 - GOING CONCERN
The accompanying financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplate
continuation of the Company as a going concern. However, the Company
has incurred losses since its inception, has current liabilities in
excess of current assets and has no on-going operations, raising
substantial doubt about the ability of the Company to continue as a
going concern. In this regard, management is proposing ro raise
any necessary additional funds not provided by operations through
loans or through additional sales of its common stock. There is no
assurance that the Company will be successful in raising this
additional capital or achieving profitable operations. The
financial statements do not include any adjustments that might
result from the outcome of theses uncertainties.
DENDO GLOBAL CORPORATION
[A Development Stage Company]
NOTES TO FINANCIAL STATEMENTS
NOTE 6 - LOSS PER SHARE
The following data shows the amounts used in computing loss per share
for the periods presented:
For the From Inception
Years Ended on December 29,
December 31, 1994 Through
_______________________ December 31,
2001 2000 2001
_________ __________ _____________
Loss from continuing operations
available to common shareholders
(numerator) $ (6,678) $ (6,959) $ (30,139)
___________ ___________ ____________
Loss from discontinued operations
available to common shareholders
(numerator) $ - $ - $ (45,041)
___________ ___________ ____________
Weighted average number of common
shares outstanding used in loss per
share for the period (denominator) 2,775,000 2,775,000 1,480,070
___________ ___________ ____________
Dilutive loss per share was not presented, as the Company had no
common stock equivalent shares for all period presented that would
affect the computation of diluted loss per share.